HomeMy WebLinkAbout20154058.tiff RESOLUTION
RE: APPROVE AGREEMENT FOR INTERNET EQUIPMENT SITE AND AUTHORIZE
CHAIR TO SIGN - RISE BROADBAND, INC.
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with an Agreement for Internet Equipment Site
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Buildings and Grounds, and Rise
Broadband Inc., commencing December 30, 2015, and ending December 31, 2020, with further
terms and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Agreement for Internet Equipment Site between the County of Weld,
State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf
of the Department of Buildings and Grounds, and Rise Broadband, Inc., be, and hereby is,
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 30th day of December, A.D., 2015.
BOARD OF COUNTY COMMISSIONERS
W D COUNTY, LORADO
ATTEST: �� C a
arbara Kirkme er, Chair
Weld County Clerk to the Board
/ I / '�•��
ike Freeman, Pro-Tem
BY:
D-•uty Clerk to the Boar•► � �� !USED
1861 1 ; =13 P. ,onway
APP D AS s �►�i L�I /
ie A. Cozad
ounty A ttorney
Steve Moreno
Date of signature: Iig!) I lLQ
2015-4058
BG0017
INTERNET EQUIPMENT SITE AGREEMENT
This Internet Equipment Site Agreement ("Agreement") is entered into this,0 day of
JoreCe,,,,/ 2015,("Effective Date")by and between Rise Broadband Inc.("Rise"),a Colorado
poration whose address is 61 Inverness Parkway,Suite 250,Englewood,Colorado 80112,and
the Board of County Commissioners of Weld County,Colorado("County"),a body corporate and
politic of the State of Colorado, whose address is 1150 'O' Street,Greeley,Colorado 80632.
1) SCOPE OF AGREEMENT.Rise is in the business of providing high speed internet service
to customers by means of a wireless connection.County owns a building that provides the
height for Rise to install antenna equipment for the wireless connection to customers.This
Agreement sets forth the terms and conditions under which the County agrees to provide
space,access,and electricity for Rise Equipment in exchange for the provision of internet
services by Rise to County.
2) DEFINITIONS
a, Customer Premise Equipment ("CPE"): CPE includes, but is not limited to, the
following: radio equipment,antenna,antenna cable and power supply.
b. Structure:"Structure"refers to a pole,tower,water tower,grain elevator,water tank
or building.
c. Wireless Services: "Wireless Services" shall be defined as wireless broadband
services,but is not limited to the following high speed internet,voice over internet
protocol (VoIP),wireless data or video over internet.
d. Rise Equipment:"Rise Equipment"shall refer to all equipment necessary to operate
the wireless broadband services,whether owned by Rise or not, including,but not
limited to: antennas, antenna cables, cables, radio equipment and radio equipment
housing.
3) TERM.This Agreement will commence on the Effective Date and will remain in full force
and affect through December 31,2020.
4) COUNTY OBLIGATIONS. County will:
a. Provide space at the top and within the Structure located at 822 8th Street,Greeley,
CO 80631,that is mutually acceptable to the parties, for Rise Equipment.
b. Provide space and electricity within the Structure that is mutually acceptable
between the parties, for Rise Equipment. County understands and agrees that all
electricity provided to Rise pursuant to this Agreement will be paid for by County.
c. Provide 24/7 access(ingress and egress)to the Structure to allow Rise personnel to
maintain Rise Equipment.
d. Ensure the wireless equipment installed on the Structure does not cause interference
to Rise equipment.The offending wireless equipment provider has forty eight(48)
hours to resolve interference to Rise equipment, after the forty eight hours the
interference causing equipment will be removed or disconnected.
2015-4058
5) RISE OBLIGATIONS. Rise will:
a. At its own expense,install and maintain Rise Equipment on and/or in the Structure
in a location mutually agreeable to the parties.
b. At its own expense, connect to an existing live electrical circuit,which circuit will
remain the responsibility and property of County. Rise Equipment will not use an
excessive amount of electricity (i.e., approximate use of refrigerator- low power
consumption).
c. Provide Rise high-speed internet service from the Structure (where service is
available)to two offices of County within the Structure. Any services provided by
Rise pursuant to this agreement shall immediately terminate upon termination of
this agreement.
d. Pay monthly site rent of three hundred dollars and no cents($300.00). Rent shall
be increased on each anniversary of the Commencement Date by an amount equal
to 3%of Rent in effect during the previous year.
e. Ensure that Rise Equipment does not cause interference to existing wireless
equipment on top of the Structure. Rise has forty eight(48)hours from equipment
installation to resolve interference from offending Rise Equipment,after forty eight
(48) hours the interference-causing Rise Equipment will be removed from the
Structure or disconnected.
6) EQUIPMENT. Rise Equipment installed on and/or in County's Structure is the property of
Rise. In the event this Agreement terminates,Rise shall have sixty(60)days from the date
of termination to remove its equipment. Rise Equipment is housed in a cabinet
approximately three feet wide by three feet deep and six feet tall.
7) CASUALTY. If the Structure shall be so damaged by fire or other catastrophe as to render
the Structure wholly unusable for the purposes of this Agreement, and if the Structure
cannot be restored to a condition suitable for the purposes of this Agreement within ninety
(90)days after the casualty,then this Agreement shall cease and terminate from the date of
the occurrence of such damage. If, however,the damages shall be such that the Structure
can be repaired and/or restored within ninety(90)days to its condition prior to the casualty,
County shall repair the damage so done with all reasonable speed.
8) INSURANCE. County will at all times during the term or this Agreement,at its own cost
and expense,carry and maintain a policy of commercial insurance or self-insurance on the
Structure. Rise will at all times during the term or this Agreement, at its own cost and
expense,carry and maintain Commercial General Liability Insurance.
9) FORCE MAJEURE. With the exception of any obligation to make payments when due in
accordance with the terms of this Agreement,each party will be excused from performance
under this Agreement if, but only for so long as,the performance is prevented by any acts
or events beyond that party's control.
10)TERMINATION. Either party may terminate this Agreement, in whole or in part, for its
convenience upon sixty(60)calendar days'prior written notice.Either party may terminate
this Agreement in whole or in part,in the event that the other party materially breaches any
provision or this Agreement and such breach,if reasonably capable of cure,is not remedied
within thirty (30) calendar days following written notice thereof to the breaching party.
Except as expressly provided herein,neither party will be relieved of any commitments or
obligations incurred prior to the date of termination of this Agreement.
11)WARRANTIES.EXCEPT AS PROVIDED HEREIN,NEITHER PARTY MAKES ANY
OTHER REPRESENTATIONS, WARRANTIES,AGREEMENTS OR GUARANTEES,
EXPRESS OR IMPLIED, INCLUDING AND WITHOUT LIMITATION, ANY
IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE. THERE ARE NO WARRANTIES THAT EXTEND
BEYOND THE TERMS OF THIS AGREEMENT.
12)LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES WILL EITHER
PARTY BE LIABLE FOR SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES
EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
13)COMPLIANCE WITH LAWS. Each party will comply with all applicable federal, state,
and local laws, rules, regulations, court orders, and governmental or regulatory agency
orders.
14)NON-ASSIGNMENT.Except for the assignment of all or substantially all assets,Rise may
not assign or transfer this Agreement or any interest therein or claim thereunder, without
the prior written approval of County,which shall not be unreasonably withheld.
15)NON-EXCLUSIVE AGREEMENT. This Agreement is nonexclusive.
16)ENTIRE AGREEMENT / MODIFICATIONS. This Agreement including the Exhibits
attached hereto and incorporated herein,contains the entire agreement between the parties
with respect to the subject matter contained in this Agreement. This instrument supersedes
all prior negotiations, representations, and understandings or agreements with respect to
the subject matter contained in this Agreement. This Agreement may be changed or
supplemented only by a written instrument signed by both parties.
17)FUND AVAILABILITY. Financial obligations of the County payable after the current
fiscal year are contingent upon funds for that purpose being appropriated, budgeted and
otherwise made available. Execution of this Agreement by County does not create an
obligation on the part of County to expend funds not otherwise appropriated in each
succeeding year.
18)SEVERABILITY. If any term or condition of this Agreement shall be held to be invalid,
illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be
construed and enforced without such provision, to the extent that this Agreement is then
capable of execution within the original intent of the parties.
19)GOVERNMENTAL IMMUNITY. No term or condition of this contract shall be
construed or interpreted as a waiver, express or implied, of any of the immunities,rights,
benefits, protections or other provisions, of the Colorado Governmental Immunity Act
§§24-10-101 et seq.,as applicable now or hereafter amended.
20)NO THIRD PARTY BENEFICIARY. It is expressly understood and agreed that the
enforcement of the terms and conditions of this Agreement,and all rights of action relating
to such enforcement, shall be strictly reserved to the undersigned parties and nothing in
this Agreement shall give or allow any claim or right of action whatsoever by any other .
person not included in this Agreement. It is the express intention of the undersigned parties
that any entity other than the undersigned parties receiving services or benefits under this
Agreement shall be an incidental beneficiary only.
21 BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY APPROVAL. This
Agreement shall not be valid until it has been approved by the Board of County
Commissioners of Weld County,Colorado or its designee.
22)CHOICE OF LAW/JURISDICTION.Colorado law,and rules and regulations established
pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this
Agreement. Any provision included or incorporated herein by reference which conflicts
with said laws,rules and/or regulations shall be null and void.In the event of a legal dispute
between the parties, the parties agree that the Weld County District Court shall have
exclusive jurisdiction to resolve said dispute.
23)ATTORNEYS' FEES / LEGAL COSTS. In the event of a dispute between County and
Rise, concerning this Agreement,the parties agree that each party shall be responsible for
the payment of attorney fees and/or legal costs incurred by or on its own behalf.
24)BINDING ARBITRATION PROHIBITED. Weld County does not agree to binding
arbitration by any extra judicial body or person. Any provision to the contrary in this
Agreement or incorporated herein by reference shall be null and void.
ACKNOWLEDGEMENT. County and Rise acknowledge that each has read this Agreement,
understands it and agrees to be bound by its terms. Both parties further agree that this Agreement
is the complete and exclusive statement of agreement between the parties and supersedes all
proposals or prior agreements, oral or written,and any other communications between the parties
relating to the subject matter of this Agreement.
.
RISE BROADB INC.:
By:
Name: A
Title: ,,,` ` — ft
ti�
STATE OF COOV'C4O )
) SS:
COUNTY OF ICIVaeCik0e, )
Thq foregoing instrument was acknowledged before me this / day of
P ecew1 G)r' 2015 by onfil lOv 6eC(GY4 ;
WITNESS my hand and official seal
Oil
Notary Publ.
My commission expires:wi zq I 201 1
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[Signatures Continue on Next Page]
ATTEST: ijV(Vri) �` ' t OARD OF COUNTY COMMISSIONERS
Weld 'o n y Clerk to t e - x rd �',;� ���E D COUNTY, CO ORADO
BY:
Dep ty C j rk to the Bo arbara Kirkmeyer Chair EC 3 0 2015
°11APPROVED AS T FUNDING: - � APPROVED AS TO SUBSTANCE:
040.4•44
Controller Electe Official or Department Head
APPROVED AS TO FORM: —
Director of General Services
County trney
cW5 '4051
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